EXHIBIT 99.3

                                OFFER TO EXCHANGE
                   PASS THROUGH CERTIFICATES, SERIES 2003-1G,
                      WHICH HAVE BEEN REGISTERED UNDER THE
                       SECURITIES ACT OF 1933, AS AMENDED,
                           FOR ANY AND ALL OUTSTANDING
                   PASS THROUGH CERTIFICATES, SERIES 2003-1G,
                                       OF
                              DELTA AIR LINES, INC.

                                                                          , 2003

To Brokers, Dealers, Commercial Banks,
Trust Companies and Other Nominees:

                  We are enclosing herewith an offer by Delta Air Lines, Inc.
(the "Company") to exchange (the "Exchange Offer") registered Pass Through
Certificates, Series 2003-1G (the "New Class G Certificates") for any and all of
its outstanding Pass Through Certificates, Series 2003-1G (the "Old Class G
Certificates"), upon the terms and subject to the conditions set forth in the
accompanying prospectus, dated      , 2003 (the "Prospectus"), and related
Letter of Transmittal and instructions thereto (the "Letter of Transmittal").

                  A Letter of Transmittal is being circulated to holders of Old
Class G Certificates with the Prospectus. Holders may use it to effect valid
tenders of Old Class G Certificates. The Exchange Offer also provides a
procedure for holders to tender the Old Class G Certificates by means of
guaranteed delivery.

                  Based on interpretations of the staff of the Securities and
Exchange Commission (the "Commission") set forth in no-action letters issued to
third parties, New Class G Certificates issued pursuant to the Exchange Offer in
exchange for Old Class G Certificates may be offered for resale, resold or
otherwise transferred by holders thereof (other than (i) a broker-dealer who
purchased such Old Class G Certificates directly from the Trustee for its own
account or (ii) a person that is an "affiliate", as defined in Rule 405 under
the Securities Act of 1933, as amended (the "Securities Act"), of the Company or
of any Trustee) without compliance with the registration and prospectus delivery
provisions of the Securities Act, provided that the holder is acquiring such New
Class G Certificates in its ordinary course of business and such holder has no
arrangements or understanding with any person to participate in the distribution
of the New Class G Certificates. Holders of Old Class G Certificates wishing to
accept the Exchange Offer must represent to the Company that such conditions
have been met.

                  Each broker-dealer that receives New Class G Certificates for
its own account, in exchange for Old Class G Certificates that were acquired as
a result of market making or other trading activities, must acknowledge that it
will deliver a prospectus in connection with any resale of such New Class G
Certificates. The Letter of Transmittal states that by so acknowledging and by
delivering a prospectus, such broker-dealer will not be deemed to admit that it
is an "underwriter" within the meaning of the Securities Act. The Prospectus, as
it may be



amended or supplemented from time to time, may be used by such broker-dealer in
connection with the resales of New Class G Certificates received in exchange for
Old Class G Certificates. The Company has agreed that, for a period of 90 days
after the date of the Prospectus, it will make the Prospectus and any amendment
or supplement thereto available to any broker-dealer for use in connection with
any such resale.

                  Notwithstanding any other term of the Exchange Offer, the
Company may terminate or amend the Exchange Offer as provided in the Prospectus
and will not be required to accept for exchange, or exchange New Class G
Certificates for, any Old Class G Certificates not accepted for exchange prior
to such termination.

                  THE COMPANY RESERVES THE ABSOLUTE RIGHT TO REJECT ANY AND ALL
OLD CLASS G CERTIFICATES NOT PROPERLY TENDERED OR ANY OLD CLASS G CERTIFICATES
THE COMPANY'S ACCEPTANCE OF WHICH WOULD, IN THE OPINION OF COUNSEL TO THE
COMPANY, BE UNLAWFUL.

                  We are asking you to contact your clients for whom you hold
Old Class G Certificates registered in your name or in the name of your nominee.
In addition, we ask you to contact your clients who, to your knowledge, hold Old
Class G Certificates registered in their own names. The Company will not pay any
fees or commissions to any broker, dealer or other person (other than the
Exchange Agent as described in the Prospectus) in connection with the
solicitation of tenders of Old Class G Certificates pursuant to the Exchange
Offer. You will, however, be reimbursed by the Company for customary mailing and
handling expenses incurred by you in forwarding any of the enclosed materials to
your clients. The Company will pay any transfer taxes applicable to the tender
of Old Class G Certificates to it or its order, except as otherwise provided in
the Prospectus or the Letter of Transmittal.

                  Enclosed is a copy of each of the following documents:

                  1.       The Prospectus.

                  2.       A Letter of Transmittal for your use in connection
with the Exchange Offer and for the information of your clients.

                  3.       A Notice of Guaranteed Delivery to be used to accept
the Exchange Offer if certificates for Old Class G Certificates are not
immediately available or time will not permit all required documents to reach
the Exchange Agent prior to the Expiration Date (as defined below) or if the
procedure for book-entry transfer cannot be completed on a timely basis.

                  4.       A form of letter that may be sent to your clients for
whose accounts you hold Old Class G Certificates registered in your name or the
name of your nominee, with space provided for obtaining the clients'
instructions with regard to the Exchange Offer.

                  Your prompt action is requested. The Exchange Offer will
expire at 5:00 P.M., New York City time, on   , 2003, unless extended by the
Company (the "Expiration Date"). Old Class G Certificates tendered pursuant to
the Exchange Offer may be withdrawn, subject to the procedures described in the
Prospectus, at any time prior to 5:00 P.M., New York City time, on the
Expiration Date. THE EXCHANGE OFFER IS NOT CONDITIONED ON ANY MINIMUM PRINCIPAL
AMOUNT OF OLD CLASS G CERTIFICATES BEING TENDERED.

                                      -2-



                  To tender Old Class G Certificates in the Exchange Offer,
certificates for Old Class G Certificates (or confirmation of a book-entry
transfer into the Exchange Agent's account at The Depository Trust Company of
Old Class G Certificates tendered electronically) and a duly executed and
properly completed Letter of Transmittal or facsimile thereof, or an Agent's
Message (as defined in "The Exchange Offer--Book-Entry Transfer" in the
Prospectus) in lieu thereof , together with any other required documents, must
be received by the Exchange Agent as indicated in the Prospectus.

                  If holders desire to tender Old Class G Certificates pursuant
to the Exchange Offer and (i) certificates representing such Old Class G
Certificates are not immediately available, or (ii) certificates evidencing such
Old Class G Certificates or any other required documents cannot be delivered to
the Exchange Agent prior to the Expiration Date, or (iii) the procedures for
book-entry transfer cannot be completed prior to the Expiration Date, such
holders may effect a tender of such Old Class G Certificates in accordance with
the guaranteed delivery procedures set forth in the Prospectus under the caption
"The Exchange Offer--Guaranteed Delivery Procedures." Holders following the
guaranteed delivery procedure must still fully complete, execute and deliver the
Letter of Transmittal or facsimile thereof.

                  The Exchange Offer is not being made to, nor will tenders be
accepted from or on behalf of, holders of Old Class G Certificates in any
jurisdiction in which the making of the Exchange Offer or acceptance thereof
would not be in compliance with the laws of such jurisdiction or would otherwise
not be in compliance with any provision of any applicable law.

                  Additional copies of the enclosed material may be obtained
from the Exchange Agent by calling (800) 934-6802.

                  NOTHING HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL CONSTITUTE
YOU OR ANY PERSON AS AN AGENT OF THE COMPANY, THE TRUSTEE OR THE EXCHANGE AGENT,
OR AUTHORIZE YOU OR ANY OTHER PERSON TO MAKE ANY STATEMENTS ON BEHALF OF ANY OF
THEM WITH RESPECT TO THE EXCHANGE OFFER OR THE SOLICITATION, EXCEPT FOR
STATEMENTS EXPRESSLY MADE IN THE PROSPECTUS OR THE LETTER OF TRANSMITTAL.

                                              Very truly yours,

                                              Delta Air Lines, Inc.

                                       -3-